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UK Limited Liability Partnership Formation

. What is an LLP? It is an alternative corporate business vehicle that gives the benefits of limited liability but allows its members the flexibility of organising their internal structure as a traditional partnership. The LLP is a separate legal entity and, while the LLP itself will be liable for the full extent of its assets, the liability of the members will be limited. How is an LLP taxed? An LLP is taxed as a partnership. The internal structure of the LLP is similar to that of a partnership. The members provide working capital and share any profits. Income derived by the members from the LLP will be closer to that of a partnership than to the dividends paid by companies. The Act also provides that any partnership converting to an LLP will receive relief from stamp duty on any property transferred in the first year, subject to conditions. Members will be liable to pay Class 2 and Class 4 National Insurance contributions.

Unlike sole traders and partners of ordinary partnerships, the LLP itself - not the individual members - is responsible for any debts that it runs up, unless individual members have personally guaranteed a loan to the business. A deed of partnership is a legally binding agreement between the partners that are setting up in business together. It describes how the partnership will be run and the rights and duties of the members themselves. LLPs must produce and publish financial accounts with a similar level of detail to a similar sized limited company and must submit accounts and an annual return to the Registrar of Companies each year. This publication requirement is far more demanding than the position for normal partnerships and specific accounting rules may lead to different profits from those of a normal partnership.

Coddan CPM provides one of the highest rated LLP incorporation & Limited Liability Partnership establishment services to its clients around the world, particularly for UK, EU and USA residents. We provide complete Limited Liability Partnership creation solutions for new and existing businesses, including legal affairs pertaining to their business, whatever the intended form or mode of operation. Coddan offers Limited Liability Partnership registration, including free partnership name check, LLP' secretarial and nominee designated members services. Unfortunately, online LLP registration is not available with UK Companies House and normally LLP formation procedure takes 4-6 days once duly signed form LLP2 submitted for registration. Coddan provides UK Limited Liability Partnership formation service for £125.00.

Choose one of the following packages that will best serve you:
 This is our most popular package with UK residents, and includes:
 The filing and registration of your LLP
 The submission of forms detailing the LLP's executive members (partners)
 Incorporation forms (Form LLP2) do not require the signature of a Notary Public
 The formation of your LLP within 4-6 working days
 PPayment of legal and initiation fees
 The appointment of your own candidates as members for the LLP (a minimum of two people are required)
 
 The following documents will be posted to you (these documents will be sent via Royal Mail):
 The original laminated Certificate of Registration
 A hard bound copy of the Combined LLP Register
 A hard bound copy of the Partnership Agreement
 The Minutes of the First Members' Meeting
 Membership Certificates and completed Members' Register
Economy Package
£ 125.00No Renewal fees
Click here to see all packages
(click here for other packages)

LIMITED LIABILITY PARTNERSHIP FORMATION IN THE UNITED KINGDOM

The limited liability partnership is a relatively new type of entity form available in the United Kingdom. Its introduction filled a gap in the range of entity types available in the United Kingdom by providing a structure which is as flexible as a partnership while offering limited liability to its members.

Although a distinct legal entity, a limited liability partnership is not subject to any corporate income tax, rather, partnership profits are distributed to its members, according to a pre-arranged formula codified in the partnership agreement, who pay personal income tax on their income from the partnership.

Coddan offers a comprehensive range of options to assist you in forming a limited liability partnership in the United Kingdom. Our limited liability partnership formations in the United Kingdom typically take between four and six working days to effect, and start from just ?125. We also provide a wide range of related and post-formation services designed to facilitate the efficient running of your business.
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Limited liability partnerships

A limited liability partnership is a legal entity form offered in the United Kingdom which limits the liability of its owners and members. This form of business entity is roughly equivalent to a hybrid between a partnership and a limited company, operating under a combination of partnership and company law.

A limited partnership formed in the United Kingdom overcomes two perennial problems associated with traditional partnerships whose liability is not limited: mutual agency of a partnership leading to joint and severable liability between the partners, and, unlimited liability of individual partners exposing their own wealth and personal assets to the same risks borne by the partnership's assets.

Instead of issuing shares to raise funds, the members of a limited liability partnership are its investors and are issued interest certificates which reflect the amount of their investment in the partnership. The members run and own the partnership, the amount of income that they will earn, and the extent of their powers, are contingent upon the percentage of their ownership, and are codified in the partnership agreement.

The limited liability partnership itself is not subject to any corporate income tax in the United Kingdom; instead, the profits are distributed to the members who pay personal income tax on their income from the partnership. The members are also liable to make national insurance contributions and are subject to capital gains taxation.

The management of a limited liability partnership will generally be conducted by the designated members, who can be viewed as being akin to directors. Two or more members must be designated members, who have a statutory responsibility for certain tasks including reporting obligations. The designated members may be to subject to fines in the event of their failure to undertake these duties. Unless the registrar is advised which members are designated members, all members of the limited liability partnership will be deemed to be designated members.

The main characteristics of a limited liability partnership in the United Kingdom are as follows:
  • there must be, at minimum, two members
  • at minimum, two of the members must be designated members
  • a registered office address in the United Kingdom is required
  • the names of the members of a limited liability partnership are available on the public record
  • accounting records must be maintained
  • annual accounts and returns must be submitted to the registrar
  • although itself not subject to taxation, a limited liability partnership must file an annual informational tax return
  • a limited liability partnership must be a commercial venture operating for profit

The advantages of a limited liability partnership
The main advantages of a limited liability partnership are as follows:
  • all of the members enjoy limited liability
  • the liability of the members is limited to the amount of their investment in the partnership
  • unlike a company which may only trade within the objects stated in its memorandum of association, a limited liability partnership has unlimited capacity
  • a limited liability partnership provides for a more flexible management structure
  • a limited liability partnership is transparent for tax purposes and will be taxed in a similar way to a partnership, with members being taxed individually on their share of the limited liability partnership's income or gains.

Our formation services

The limited liability partnership is a relatively new type of entity form available in the United Kingdom. Its introduction filled a gap in the range of entity types available in the United Kingdom by providing a structure which is as flexible as a partnership while offering limited liability to its members.

Although a distinct legal entity, a limited liability partnership is not subject to any corporate income tax, rather, partnership profits are distributed to its members, according to a pre-arranged formula codified in the partnership agreement, who pay personal income tax on their income from the partnership.

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The plethora of international laws and business structures makes choosing a jurisdiction and company structure an extremely complex decision. If you are unsure of the best course of action for your business, Coddan can advise you on the best location and type of entity, and can tailor a solution to your needs. If you wish to retain Coddan in a professional capacity, you can apply for an initial consultation appointment by following the link below.
Book an initial consultation: use this form to request an initial consultation with one of our specialists |

Coddan also offers Live Chat: a free online service which allows you to ask general questions regarding our range of services and provides help in navigating our website. Click on the link below to access Live Chat.
Live Chat: click here for general information regarding our services and for help in navigating our website |

Our limited liability partnership packages

Coddan offers three packages which are designed to meet the varying needs of our clients. Our Economy package is perfect for residents of the United Kingdom who wish to form a limited liability partnership with their own members, and registered office address.

Our Premier package has been designed for those clients who are non-residents of the United Kingdom, or who require a prestigious registered office address in a specific city within the United Kingdom.

If you do not have the requisite minimum members, or if you prefer to maintain a level of anonymity for legitimate business reasons, our Deluxe package is the perfect solution. In addition to a prestigious registered office address, with our Deluxe package, Coddan will act as a nominee designated member for your partnership allowing the beneficial member's name to be left off the public record.

Economy limited liability partnership package for just ?125
The Economy limited liability partnership package is a fast and easy formation option. It is ideal for small to medium businesses who wish to appoint their own members, and who have their own registered office address within the United Kingdom. It includes:
  • The submission of your application and registration of your partnership within four to six working days
  • The payment of initiation, and the first year's registration fees
  • A laminated certificate of registration
  • A bound copy of the partnership agreement
  • A bound copy of the combined partnership register
  • The minutes of the first members' meeting
  • Membership certificates and completed members' register

All of the documents included in this package are sent directly to you via royal mail.

This option allows you to immediately appoint your own members. Upon registration, these appointees will be recorded as the original members of the partnership. A myriad of equity or debt financing options are available to partnerships that are registered in a person’s name where that person is responsible for the operations of the partnership.

Different types of entity require different combinations of officers; a limited liability partnership in the United Kingdom must have at least two members, and at least two of the members must be designated members. If you do not have the requisite officers, or if you wish to protect your privacy, you can use our nominee member services.

The Economy package can be upgraded with the addition of many complementary services, including: commercial and investment banking introductions, management services, administrative services, domain name registration, additional sets of partnership documents, nominee member services, book keeping and accounting services, notarisation and apostille services.

Order the Economy limited liability partnership package: Economy limited liability partnership package ?125 (including the payment of initiation, and registration fees)

For more information: email info@ukincorp.co.uk, or use our Live Chat service, or call: Call FREE 0800 081 1510, Overseas Residents: +44 845 020 4269 or +44 207 637 3881, Fax: +44 20 7681 3318

Premier limited liability partnership package for just ?175
The Premier limited liability partnership package is a fast and easy formation option. It is ideal for non-residents of the United Kingdom, or for those requiring a prestigious registered office address in a specific city within the United Kingdom. It includes:
  • The submission of your application and registration of your partnership within four to six working days
  • The payment of initiation, and the first year's registration fees
  • A laminated certificate of registration
  • A bound copy of the partnership agreement
  • A bound copy of the combined partnership register
  • The minutes of the first members' meeting
  • Membership certificates and completed members' register
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Our United Kingdom limited liability partnerships are established as general trading partnerships, and as such are able to conduct most kinds of business. Starting from just ?125.00, we offer a range of packages designed to suit the varying requirements of our customers. Our United Kingdom limited liability partnership formations typically take between four and six days to effect, and include: a Certificate of Registration, the Partnership Operating Agreement, and the payment of all initiation fees. Upon formation of your United Kingdom limited liability partnership, we will send all of the partnership documents directly to you via royal mail.


THE FOLLOWING UPGRADES CAN BE ADDED TO THE ABOVE PACKAGE:

1. LLP Pliers Seal - ?20.00.
2. Domain Name Registration for two years - ?16.00.
3. Provision of a Registered Office Address for 12 months - ?50.00.
4. Provision of a Nominee Designated Member for 12 months - ?125.00.
5. Certificate of Good Standing - ?35.00.
6. Notarisation & Apostille of Documents.